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Jiangling Motors Corporation, Ltd. 2020 Annual Report

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Jiangling Motors Corporation, Ltd. 2020 Annual Report Jiangling Motors Corporation, Ltd. 2020 Annual Report 2021-03 1 Chapter I Important Notes, Contents and Abbreviations Important Note The Board of Directors and its members, the Supervisory Board and its members, and the senior executives are jointly and severally liable for the truthfulness, accuracy and completeness of the information disclosed in the report and confirm that the information disclosed herein does not contain any false statement, misrepresentation or major omission. Chairman Qiu Tiangao, CFO Li Weihua and Chief of Finance Department, Ding Ni, confirm that the Financial Statements in this Annual Report are truthful and complete. All Directors were present at the Board meeting to review this Annual Report. The year 2020 profit distribution proposal approved by the Board of Directors is as follows: A cash dividend of RMB 34.76 (including tax) will be distributed for every 10 shares held based on the total share capital of 863,214,000 shares, and there is no stock dividend. The Board decided not to convert capital reserve to share capital this time. 2 Contents Chapter I Important Notes, Contents and Abbreviations ............................... 2 Chapter II Brief Introduction and Operating Highlight .................................... 4 Chapter III Operating Overview ...................................................................... 8 Chapter IV Management Discussion and Analysis ......................................... 11 Chapter V Major Events ............................................................................... 28 Chapter VI Share Capital Changes & Shareholders ...................................... 39 Chapter VII Preferred Shares.......................................................................... 44 Chapter VIII Convertible Bond ......................................................................... 45 Chapter IX Directors, Supervisors, Senior Management and Employees ...... 46 Chapter X Corporate Governance Structure ................................................. 59 Chapter XI Corporate Bond............................................................................ 66 Chapter XII Financial Statements ................................................................... 67 Chapter XIII Catalog on Documents for Reference ....................................... 209 Abbreviations: JMC or the Company Jiangling Motors Corporation, Ltd. JIC Nanchang Jiangling Investment Co., Ltd. Ford Ford Motor Company CSRC China Securities Regulatory Commission JMCG Jiangling Motors Group Co., Ltd. JMCH JMC Heavy Duty Vehicle Co., Ltd. EVP Executive Vice President CFO Chief Financial Officer VP Vice President 3 Chapter II Brief Introduction and Operating Highlight 1. Company’s Information Share’s name Jiangling Motors, Jiangling B Share’s Code 000550, 200550 Place of listing Shenzhen Stock Exchange Company’s Chinese 江铃汽车股份有限公司 name English name Jiangling Motors Corporation, Ltd. Abbreviation JMC Company legal Qiu Tiangao representative No. 509, Northern Yingbin Avenue, Nanchang City, Jiangxi Registered Address Province, P.R.C Postal Code of 330001 Registered Address No. 509, Northern Yingbin Avenue, Nanchang City, Jiangxi Headquarters Address Province, P.R.C Postal Code of 330001 Headquarters Address Website http://www.jmc.com.cn E-mail [email protected] 2. Contact Person and Method Board Secretary Securities Affairs Representative Name Xu Lanfeng Quan Shi No. 509, Northern Yingbin Avenue, No. 509, Northern Yingbin Avenue, Address Nanchang City, Jiangxi Province, Nanchang City, Jiangxi Province, P.R.C P.R.C Tel 86-791-85266178 86-791-85266178 Fax 86-791-85232839 86-791-85232839 E-mail [email protected] [email protected] 3. Information Disclosure and Place for Achieving Annual Report Newspapers for information China Securities, Securities Times, Hong Kong disclosure Commercial Daily Website designated by CSRC for http://www.cninfo.com.cn publication of JMC’s Annual Report Securities Department, Jiangling Motors Place for Achieving Annual Report Corporation, Ltd. 4 4. Changes of Registration Organization Code 913600006124469438 Changes in the Main No change. Business since the Listing On December 1, 1993, JMC A shares were listed on Shenzhen Stock Exchange, while JMCG, the founder- member, was the controlling shareholder of the Company. On September 29, 1995 and November 12, 1998, JMC issued additional 344 million B shares totally, while, after the additional B share issuance, JMCG and Ford were the controlling shareholders of the Company. On December 8, 2005, the 354.176 million JMC shares held by JMCG, the former controlling shareholder, were transferred to Jiangling Changes of Controlling Motor Holdings Co., Ltd. After the transference, Jiangling Shareholders Motor Holdings Co., Ltd. and Ford were the controlling shareholders of the Company. In 2019, Jiangling Motor Holdings Co., Ltd., the former controlling shareholder, was divided and separated into Jangling Motor Holdings Co., Ltd. and Nanchang Jiangling Investment Co., Ltd., and transferred the 354.176 million JMC shares it held to Nanchang Jiangling Investment Co., Ltd. Presently, Nanchang Jiangling Investment Co., Ltd. and Ford are the controlling shareholders of the Company. 5. Other Information Accounting Firm Appointed by JMC for Audit PricewaterhouseCoopers Zhong Tian LLP Name (‘PwC Zhong Tian’) 11/F, PricewaterhouseCoopers Center Link Square 2, 202 Hu Headquarters Address Bin Road, Huangpu District, Shanghai 200021, PRC Names of Signed Lei Fang, Ye Dan Accountants 5 6. Main accounting data and financial ratios Unit: RMB Change 2020 2019 2018 (%) Revenue 33,095,733,665.00 29,173,636,262.00 13.44% 28,249,339,672.00 Profit Attributable to the Equity Holders of the 550,698,958.00 147,812,078.00 272.57% 91,833,346.00 Company Net Profit Attributable to Shareholders of Listed Company After Deducting 405,188,533.00 -308,254,449.00 231.45% -277,870,024.00 Non-Recurring Profit or Loss Net Cash Generated From 3,698,342,828.00 2,736,867,238.00 35.13% -101,590,551.00 Operating Activities Basic Earnings Per Share 0.64 0.17 272.57% 0.11 (RMB) Diluted Earnings Per 0.64 0.17 272.57% 0.11 Share (RMB) Weighted Average Return 5.13% 1.42% 3.71% 0.83% on Equity Ratio Change End of Year 2020 End of Year 2019 End of Year 2018 (%) Total Assets 28,185,185,418.00 24,298,528,593.00 16.00% 23,396,529,475.00 Shareholders’ Equity Attributable to the Equity 10,986,474,009.00 10,496,563,781.00 4.67% 10,384,497,513.00 Holders of the Company 7. Accounting data difference between China GAAP and IFRS I. Differences in net profit and net assets in financial statements between in accordance with international accounting standards and Chinese accounting standards □Applicable □√Not Applicable II. Differences in net profit and net assets in financial statements between in accordance with overseas accounting standards and Chinese accounting standards □Applicable □√Not Applicable 6 8. Main accounting data quarterly Unit: RMB Q1 Q2 Q3 Q4 Revenue 4,619,180,560.00 9,454,237,318.00 8,005,447,973.00 11,016,867,814.00 Profit Attributable to the Equity Holders of the 69,462,263.00 138,309,519.00 150,811,264.00 192,115,912.00 Company Net Profit Attributable to Shareholders of Listed Company After -86,612,788.00 135,964,122.00 126,751,664.00 229,085,535.00 Deducting Non- Recurring Profit or Loss Net Cash Generated From Operating -3,209,160,716.00 3,943,444,343.00 124,978,829.00 2,839,080,372.00 Activities 7 Chapter III Operating Overview 1. Company’s Core Business during the Reporting Period In 2020, the whole production and sales volume in China auto industry was 25.225 million and 25.311 million units respectively, with YOY decline of 2.0% and 1.9%. However, the sales volume kept increasing for nine months consecutively, with weaker and weaker impact from the epidemic. In 2020, driven by such factors as Stage III auto phase-out, stricter overload supervision and infrastructure investment, the annual production and sales volume of CV segment increased dramatically, which was 5,231,000 and 5,133,000 units, with 20.0% and 18.7% increase respectively, creating the record new high. Trucks are the major support for market growth. In 2020, the production and sales volume of trucks were 4,778,000 and 4,685,000 units, with 22.9% and 21.7% growth respectively. The production and sales volume of buses in 2020 were 453,000 and 448,000 units, with 4.2% and 5.6% YOY decline respectively. Compared with last year, light bus witnessed slight increase in terms of production and sales volume, but big and small sized buses suffered rapid decrease. In 2020, the production and sales volume of PV segment were 19,994,000 and 20,178,000 units, with YOY drop of 6.5% and 6.0% respectively. The newly revised 2020 Edition Vehicle Classification of the Toll for Highway implemented on January 1, 2020 has made corresponding modifications to the classification of passenger and goods vehicles. Such move lowered the charging standard for corresponding models, made it more acceptable for the majority of vehicle users, and stimulated the consumption demand of corresponding vehicle segment market. JMC’s core business is production and sales of commercial vehicles, SUV and related components. JMC’s major products include JMC series light truck, pickup and light bus; Yusheng SUV; Ford-brand light bus, MPV and Ford SUV. The Company also produces and sells engines, castings and other components for sales to domestic and overseas markets. In the CV segment that JMC is involved, influenced by dual circulation, E- commerce,
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